Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large
accelerated filer

[ ]

Accelerated
filer

[ ]

Non-accelerated
filer (Do not check if a smaller reporting company)

[ ]

Smaller
reporting company

[X]

Emerging
growth company

[ ]

If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes [ ] No [X]

As
of May 14, 2018, the registrant had 21,623,090 common shares issued and outstanding.

[1]
Includes gross proceeds of $18,504,320, less issuance costs of $3,623,505.

The
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

5

BLINK
CHARGING CO. AND SUBSIDIARIES

Condensed
Consolidated Statements of Cash Flows

(unaudited)

For
The Three Months Ended

March
31,

2018

2017

Cash Flows From
Operating Activities

Net
income (loss)

$

2,204,088

$

(3,097,732

)

Adjustments
to reconcile net income (loss) to net cash used in operating activities:

Depreciation
and amortization

82,216

123,131

Accretion of
interest expense

-

75,872

Amortization
of discount on convertible debt

528,929

614,901

Change in fair
value of warrant liabilities

(3,024,598

)

464,289

Provision for
bad debt

38,275

19,848

Loss on settlement
reserve

127,941

-

Loss on settlement
of liabilities for equity

2,192,045

-

Gain on settlement
of liabilities to JMJ for equity

(5,800,175

)

-

Interest expense
- related party share transfer (see Note 8)

785,200

-

Gain on settlement
of accounts payable, net

(920,352

)

(23,928

)

Non-compliance
penalty for SEC registration requirement

-

36,016

Non-cash compensation:

Common stock

2,703,245

60,000

Options

-

107,248

Warrants

114,069

-

Changes in operating
assets and liabilities:

Accounts receivable
and other receivables

(17,439

)

(61,719

)

Inventory

37,899

82,311

Prepaid expenses
and other current assets

(722,651

)

(10,262

)

Other assets

22,797

30,440

Accounts payable
and accrued expenses

(3,122,531

)

905,806

Deferred
revenue

(43,929

)

(109,356

)

Total
Adjustments

(7,019,059

)

2,314,597

Net
Cash Used in Operating Activities

(4,814,971

)

(783,135

)

Cash Flows From
Investing Activities

Purchases
of fixed assets

(21,499

)

(206

)

Net
Cash Used In Investing Activities

(21,499

)

(206

)

Cash Flows From
Financing Activities

Proceeds from
sale of common stock in public offering [1]

16,243,055

-

Payment of public
offering costs

(1,190,082

)

-

Payments of deferred
offering costs

-

(24,720

)

Payments of debt
issuance costs

-

(39,000

)

Bank overdrafts,
net

-

(4,912

)

Proceeds from
issuance of convertible note payable

-

805,100

Proceeds from
issuance of notes payable to non-related party

55,000

-

Proceeds from
advance from a related party

250,000

47,567

Repayment
of notes and convertible notes payable

(760,000

)

(3,604

)

Net
Cash Provided by Financing Activities

14,597,973

780,431

Net
Increase (Decrease) In Cash

9,761,503

(2,910

)

Cash - Beginning
of Period

185,151

5,898

Cash - End
of Period

$

9,946,654

$

2,988

[1]
Includes gross proceeds of $18,504,320, less issuance costs of $2,261,265 deducted directly from the offering proceeds.

The
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

6

BLINK
CHARGING CO. AND SUBSIDIARIES

Condensed
Consolidated Statements of Cash Flows — Continued

(unaudited)

For
The Three Months Ended

March
31,

2018

2017

Supplemental
Disclosures of Cash Flow Information:

Cash
paid during the periods for:

Interest
expense

$

5,072

$

44

Non-cash
investing and financing activities:

Reduction
of additional paid-in capital for public offering issuance costs that were previously paid

$

(172,158

)

$

-

Common
stock issued upon conversion of Series A convertible preferred stock

$

11,000

$

-

Common
stock issued in satisfaction of Series B convertible preferred stock

$

825,000

$

-

Common
stock issued upon conversion of Series C convertible preferred stock

$

255

$

-

Common
stock issued in partial satisfaction of debt and other liabilities

$

4,283,988

$

-

Warrants
reclassified from derivative liabilities

$

36,445

$

-

Accrual
of contractual dividends on Series C Convertible Preferred Stock

$

607,800

$

754,900

Issuance
of Series C Convertible Preferred Stock in satisfaction of contractual dividends

$

2,500,600

$

-

Transfer
of inventory to fixed assets

$

(21,163

)

$

(1,875

)

Accrual
of deferred public offering costs

$

-

$

257,242

Warrants
issued as debt discount in connection with issuances of notes payable

$

-

$

4,479

Series
D convertible preferred stock issued in satisfaction of liabilities

$

12,005,000

$

-

The
accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

7

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.
BUSINESS ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Blink
Charging Co., through its wholly-owned subsidiaries (collectively, the “Company” or “Blink”), is a leading
owner, operator, and provider of electric vehicle (“EV”) charging equipment and networked EV charging services. Blink
offers both residential and commercial EV charging equipment, enabling EV drivers to easily recharge at various location types.

Blink’s
principal line of products and services is its Blink EV charging network (the “Blink Network”) and EV charging equipment
(also known as electric vehicle supply equipment (“EVSE”) and EV-related services. The Blink Network is a proprietary
cloud-based software that operates, maintains, and tracks all of the Blink EV charging stations and the associated charging data.
The Blink Network provides property owners, managers, and parking companies (“Property Partners”) with cloud-based
services that enable the remote monitoring and management of EV charging stations, payment processing, and provides EV drivers
with vital station information including station location, availability, and applicable fees.

Blink
offers its Property Partners a flexible range of business models for EV charging equipment and services. In its comprehensive
and turnkey business model, Blink owns and operates the EV charging equipment, manages the installation, maintenance, and related
services; and shares a portion of the EV charging revenue with the property owner. Alternatively, Property Partners may share
in the equipment and installation expenses, with Blink operating and managing the EV charging stations and providing connectivity
to the Blink Network. For Property Partners interested in purchasing and owning EV charging stations that they manage, Blink provides
EV charging hardware, site recommendations, connectivity to the Blink Network, and service and maintenance services.

The
accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles
generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions
to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required
by U.S. GAAP for complete financial statements. In the opinion of management, such statements include all adjustments (consisting
only of normal recurring items) which are considered necessary for a fair presentation of the condensed consolidated financial
statements of the Company as of March 31, 2018 and for the three months then ended. The results of operations for the three months
ended March 31, 2018 are not necessarily indicative of the operating results for the full year ending December 31, 2018 or any
other period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated
financial statements and related disclosures of the Company as of December 31, 2017 and for the year then ended, which were filed
with the Securities and Exchange Commission (“SEC”) on Form 10-K on April 17, 2018, as amended on May 10, 2018.

Effective
August 29, 2017, pursuant to authority granted by the stockholders of the Company, the Company implemented a 1-for-50 reverse
split of the Company’s issued and outstanding common stock (the “Reverse Split”). The number of authorized shares
remains unchanged. All share and per share information has been retroactively adjusted to reflect the Reverse Split for all periods
presented, unless otherwise indicated.

2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The
Company’s significant accounting policies are disclosed in Note 2 – Summary of Significant Accounting Policies in
the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Since the date of the Annual Report, there
have been no material changes to the Company’s significant accounting policies, except as disclosed below.

LIQUIDITY
AND FINANCIAL CONDITION

As
of March 31, 2018, the Company had cash, working capital and an accumulated deficit of $9,946,654, $2,212,757 and $154,231,190,
respectively. During the three months ended March 31,2018, the Company generated net income of $2,204,088, but a loss from
operations of $3,801,939. The Company has not yet achieved profitability from operations.

Subsequent
to March 31, 2018, the Company issued an aggregate of 957,619 shares of the Company’s common stock pursuant to the exercise
of warrants at an exercise price of $4.25 per share for aggregate gross proceeds of $4,069,881.

8

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

LIQUIDITY
AND FINANCIAL CONDITION - CONTINUED

The
Company believes its current cash on hand, is sufficient to meet its operating and capital requirements for at least twelve months
from the issuance date of these financial statements. Thereafter, the Company will need to raise further capital through
the sale of additional equity or debt securities or other debt instruments to support its future operations. The Company’s
operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital
expenditures. The Company’s future capital requirements and the adequacy of its available funds will depend on many factors,
including the Company’s ability to successfully commercialize its products and services, competing technological and market
developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance
or complement its product and service offerings.

There
is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives
or attain profitable operations. If the Company is unable to obtain additional financing on a timely basis, it may have to curtail
its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business,
financial condition and results of operations, and ultimately, the Company could be forced to discontinue its operations and liquidate.

CASH
AND CASH EQUIVALENTS

The
Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents
in the consolidated financial statements. The Company has cash on deposits in
several financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”)
insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its
financial institutions. The Company reduces its credit risk by placing its cash and cash equivalents with major financial institutions.
As of March 31, 2018 and December 31, 2017, the Company had cash balances in excess of FDIC insurance limits of $9,679,329 and
$0, respectively.

UNAUDITED
PRO FORMA INFORMATION

The
unaudited pro forma information gives effect to the following transactions that occurred subsequent to March 31, 2018:

●

The
issuance of 25,669 shares of common stock and warrants to purchase an aggregate of 1,703,429 shares of common stock. The aggregate
fair value of $2,205,430 of the common stock and warrants was included within accrued issuable equity as of March 31, 2018.

●

The
issuance of 957,619 shares of common stock pursuant to the exercise of warrants at an exercise price of $4.25 per share for
aggregate gross proceeds of $4,069,881.

●

The
conversion of 4,368 shares of Series D Convertible Preferred Stock into 1,400,000 shares of common stock.

●

The
repayment of $483,620 related to delinquent payroll taxes which were included within accrued expenses as of March 31, 2018.

●

The
return to the Company and subsequent retirement of 2,942,099 shares of common stock.

See
Note 10 – Subsequent Events for additional details.

RECLASSIFICATIONS

Certain
prior period balances have been reclassified in order to conform to current period presentation. These reclassifications
have no effect on previously reported results of operations or loss per share.

9

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED

REVENUE
RECOGNITION

On
January 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts
with Customers” (“ASC 606”). The core principle of ASC 606 requires that an entity recognize revenue to depict
the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects
to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and,
in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under
existing accounting principles generally accepted in the United States of America (“U.S. GAAP”) including identifying
performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and
allocating the transaction price to each separate performance obligation.

The
Company adopted ASC 606 for all applicable contracts using the modified retrospective method, which would have required a
cumulative-effect adjustment, if any, as of the date of adoption. The adoption of ASC 606 did not have a material impact on the
Company’s condensed consolidated financial statements as of the date of adoption. As a result, a cumulative-effect adjustment
was not required.

The
Company recognizes revenue primarily from five different types of contracts:

●

Charging
service revenue – company-owned charging stations - Revenue is recognized at the point when a particular charging
session is completed.

●

Product
sales – The transaction price is allocated to two performance obligations: (i) shipment of charging station unit
to customer and (ii) satisfaction of the standard one-year warranty. Revenue related to the charging station unit is recognized
at the point where the customer obtains control of the goods and the Company satisfies its performance obligation, which generally
is at the time it ships the product to the customer. The portion of the transaction price allocated to the warranty is based
upon the stand- alone price of the warranty as sold separately. The warranty represents a stand-ready obligation whereby the
Company is obligated to perform over a period of time and, as a result, revenue is recognized using the time-based method,
on a straight-line basis over the contract term since the Company believes that the performance obligation is satisfied evenly
over the contract term.

●

Grant
and rebate revenue – Grants and rebates pertaining to revenues and periodic expenses are recognized as income when
the related revenue and/or periodic expense are recorded. Grants and rebates related to EV charging stations and their installation
are deferred and amortized in a manner consistent with the related depreciation expense of the related asset over their useful
lives over the useful life of the charging station.

●

Warranty
revenue – Represents a stand-ready obligation whereby the Company is obligated to perform over a period of time
and, as a result, revenue is recognized on a straight-line basis over the contract term.

●

Network
fees – Represents a stand-ready obligation whereby the Company is obligated to perform over a period of time and,
as a result, revenue is recognized on a straight-line basis over the contract term.

The
timing of the Company’s revenue recognition may differ from the timing of payment by its customers. A receivable is recorded
when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment
precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.

As
of March 31, 2018, the Company had $224,434 related to contract liabilities where performance obligations have not yet been satisfied,
which has been included within deferred revenue on the condensed consolidated balance sheet as of March 31, 2018. The Company
expects to satisfy its remaining performance obligations for network fees and warranty revenue and recognize the revenue within
the next twelve months.

During
the three months ended March 31, 2018 the Company recognized approximately $95,000 of revenues related to network fees, warranty
contracts, and product sales, which was included in deferred revenues as of December 31, 2017.

During
the three months ended March 31, 2018, there was no revenue recognized from performance obligations satisfied (or partially satisfied)
in previous periods. The Company has elected not to disclose information about remaining
performance obligations pertaining to contracts with an original expected length of one year or less, as permitted under the guidance.

CONCENTRATIONS

There
were no revenue concentrations during the three months ended March 31, 2018. During
the three months ended March 31, 2017, revenues generated from Entity A represented 10% of the Company’s total revenue.
As of March 31, 2018 and December 31, 2017, accounts receivable from Entity A were less than 10% of total accounts receivable.
As of March 31, 2018 and December 31, 2017, accounts receivable from Entity B was approximately 39% and 32%, respectively, of
total accounts receivable.

NET
LOSS PER COMMON SHARE

Basic
net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during
the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of common shares
outstanding, plus the number of additional common shares that would have been outstanding if the common share equivalents had
been issued (computed using the treasury stock or if converted method), if dilutive.

The
following common share equivalents are excluded from the calculation of weighted average common shares outstanding because
their inclusion would have been anti-dilutive:

For
The Three Months Ended

March
31

2018

2017

Convertible
preferred stock

3,847,756

1,065,289

Warrants

10,913,658

1,118,018

Options

106,808

148,233

Convertible
notes

-

17,002

Total
potentially dilutive shares

14,868,222

2,348,542

11

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3.
ACCRUED EXPENSES

SUMMARY

Accrued
expenses consist of the following:

March
31, 2018

December
31, 2017

(unaudited)

Accrued
host fees

$

1,535,088

$

1,657,663

Accrued
professional, board and other fees

404,528

2,683,557

Accrued
wages

15,142

1,016,563

Accrued
commissions

500

883,763

Warranty
payable

168,000

171,000

Accrued
taxes payable

559,060

551,190

Accrued
payroll taxes payable

528,371

632,078

Accrued
interest expense

38,367

347,027

Accrued
lease termination costs

-

300,000

Accrued
settlement reserve costs

100,000

12,980,588

Dividend
payable

-

1,892,800

Other
accrued expenses

53,866

19,115

Total
accrued expenses

$

3,402,922

$

23,135,344

ACCRUED
PROFESSIONAL, BOARD AND OTHER FEES

Accrued
professional, board and other fees consist of the following:

March
31, 2018

December
31, 2017

(unaudited)

Investment
banking fees

$

-

$

860,183

Legal
fees related to public offering

-

436,715

Professional
fees

249,983

684,673

Board
fees

147,737

608,945

Other

6,808

93,041

Total
accrued professional, board and other fees

$

404,528

$

2,683,557

On
June 8, 2017, the Board approved aggregate compensation of $490,173 (compromised of $344,311 to be paid in cash and $145,862 to
be paid in units consisting of shares of the Company’s common stock and warrants (with each such warrant having an exercise
price equal to the price per unit of the units sold in the public offering) at a 20% discount to the price per unit sold in the
public offering to be paid to members of the Board based on the accrued amounts owed to such Board members as of March 31, 2017.
The compensation will be paid by the third business day following: (i) a public offering of the Company’s securities; and
(ii) the listing of the Company’s shares of common stock on the NASDAQ or other national securities exchange. During the
three months ended March 31, 2018, the Company paid $344,311 in cash and issued 80,704 shares of common stock with an issuance
date fair value of $314,414. As of March 31, 2018, the warrants had not been issued and, as a result, were included within accrued
issuable equity (See Note 4 - Accrued Issuable Equity) with a value of $69,658.

See
Note 9 – Commitments and Contingencies – Taxes.

12

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

4.
ACCRUED ISSUABLE EQUITY

Accrued
issuable equity consists of the following:

Pro
Forma

March
31, 2018

December
31, 2017

March
31, 2018

(unaudited)

(unaudited)

Warrants

$

2,138,039

$

1,154,120

$

2,609

Common
Stock

1,065,998

1,735,047

995,998

Options

85,297

50,739

85,297

Total
accrued issuable equity

$

3,289,334

$

2,939,906

$

1,083,904

As
of March 31, 2018, 25,669 shares of common stock and warrants to purchase an aggregate of 1,703,429 shares of common stock with
an aggregate fair value of $2,205,430 were included within accrued issuable equity. The unaudited pro forma information
gives effect to the April 2018 issuance of these securities, such that the $2,205,430 fair value was reclassified from liabilities
to equity.

5.
NOTES PAYABLE

JMJ
AGREEMENT

Pursuant
to a Lockup, Conversion, and Additional Investment Agreement dated October 23, 2017, as amended on November 29, 2017, January
4, 2018, and February 1, 2018 (the “JMJ Agreement”) with JMJ Financial (“JMJ”) whereby the Company and
JMJ agreed to settle the current defaults under the promissory note with JMJ upon the closing of the Public Offering, on February
16, 2018, the Company issued 12,005 shares of Series D Convertible Preferred Stock with an issuance date fair value of $12,005,000,
which represents the fair value of securities required to be issued pursuant to the JMJ Agreement, in satisfaction of aggregate
liabilities previously owed to JMJ of $17,805,175, such that the Company recorded a gain on settlement of $5,800,175 on the condensed
consolidated statement of operations during the three months ended March 31, 2018. The Series D Convertible Preferred Stock
was determined to be permanent equity on the Company’s condensed consolidated balance sheet.

JMJ
ADVANCE

Separate
from and unrelated to the JMJ Agreement, on January 22, 2018, JMJ advanced $250,000 to the Company (the “JMJ Advance”).

On
February 1, 2018, the Company and JMJ entered into a letter agreement whereby the parties agreed that, concurrent with the closing
of the public offering, the Company will convert the JMJ Advance into units, with each unit consisting of one share of restricted
common stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of
the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering. On March
16, 2018, the Company issued 73,529 shares of common stock with an issuance date fair value of $205,881 to JMJ, pursuant to this
agreement. As of March 31, 2018, a warrant to purchase 147,058 shares of common stock with a fair value of $184,355 had not been
issued and, as a result, was included within accrued issuable equity. The warrant was issued subsequent to March 31, 2018.

On
February 16, 2018 and pursuant to the closing of the Public Offering, the Company paid $688,238 (including principal repayments
of $545,000) in satisfaction of the debt.

BLNK
Holdings, LLC (“BLNK Holdings”) Notes

On
March 16, 2018, the Company issued 74,753 shares of common stock with an issuance date fair value of $209,308 to BLNK Holdings
in exchange of the principal and accrued and unpaid
interest on the notes.

13

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

5.
NOTES PAYABLE – CONTINUED

OTHER
NOTES

On
February 14, 2018, the Company issued a note payable in the principal amount of $55,000. Interest on the notes accrues at a rate
of 8% annually and is payable monthly. The note was repaid during the three months ended March 31, 2018.

During
the three months ended March 31, 2018, in addition to the repayment of the $55,000 note discussed above, the Company made principal
repayments of $160,000.

INTEREST
EXPENSE

Interest
expense on notes payable for the three months ended March 31, 2018 and 2017 was $104,983 and $140,661, respectively.

6.
FAIR VALUE MEASUREMENT

Assumptions
utilized in the valuation of Level 3 liabilities are described as follows:

For
the Three Months Ended

March
31,

2018

2017

Risk-free
interest rate

1.62%-2.63%

1.47%-1.50%

Contractual
term (years)

0.53-3.25

1.53-5.00

Expected
volatility

113%-131%

149%-155%

Expected
dividend yield

0.00%

0.00%

The
following table sets forth a summary of the changes in the fair value of Level 3 warrant liabilities that are measured at fair
value on a recurring basis:

Derivative
Liabilities

Beginning
balance as of January 1, 2018

$

3,448,390

Exchange
of derivative liability for equity

(365,913

)

Reclassify
derivative liability to equity

(36,445

)

Issuance of
warrants

-

Change
in fair value of derivative liability

(3,024,598

)

Ending
balance as of March 31, 2018

$

21,434

Warrants
Payable

Beginning
balance as of January 1, 2018

$

1,154,120

Exchange
of warrants payable for equity

(1,142,738

)

Accrual
of other warrant obligations

2,135,430

Change
in fair value of warrants payable

(8,773

)

Ending
balance as of March 31, 2018

$

2,138,039

See
Note 4 - Accrued Issuable Equity for additional information.

14

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

6.
FAIR VALUE MEASUREMENT – CONTINUED

Assets
and liabilities measured at fair value on a recurring or nonrecurring basis are as follows:

March
31, 2018

Level
1

Level
2

Level
3

Total

Liabilities:

Derivative
liabilities

$

-

$

-

$

21,434

$

21,434

Warrants
payable

-

-

2,138,039

2,138,039

Total
liabilities

$

-

$

-

$

2,159,473

$

2,159,473

December
31, 2017

Level
1

Level
2

Level
3

Total

Liabilities:

Derivative
liabilities

$

-

$

-

$

3,448,390

$

3,448,390

Warrants
payable

-

-

1,154,120

1,154,120

Total
liabilities

$

-

$

-

$

4,602,510

$

4,602,510

7.
STOCKHOLDERS’ EQUITY

PUBLIC
OFFERING

On
February 16, 2018, the Company closed its underwritten public offering (the “Public Offering”) of an aggregate 4,353,000
shares of the Company’s common stock and warrants to purchase an aggregate of 8,706,000 shares of common stock at a combined
public offering price of $4.25 per unit comprised of one share and two warrants. Each warrant is exercisable for five years
from the date of issuance and has an exercise price equal to $4.25 per share. The Public Offering resulted in $18,504,320
and $14,880,815 of gross and net proceeds, respectively, including underwriting discounts, commissions and other offering expenses
of $3,623,505, which was recorded as a reduction of additional paid-in capital.

The
Company granted the underwriters a 45-day option to purchase up to an additional 652,950 shares of common stock and/or warrants
to purchase 1,305,900 shares of common stock to cover over-allotments, if any. In connection with the closing of the Public Offering,
the underwriters partially exercised their over-allotment option and purchased additional warrants to purchase 406,956 shares
of common stock at an exercise price of $4.25 per share for aggregate gross proceeds of $4,070, or $0.01 per warrant.

PREFERRED
STOCK

SERIES
A CONVERTIBLE PREFERRED STOCK

On
March 22, 2018, pursuant to letter agreements dated December 6, 2017 and December 7, 2017, the Company issued 550,000 shares of
common stock in automatic conversion of 11,000,000 shares of Series A Convertible Preferred Stock.

SERIES
B CONVERTIBLE PREFERRED STOCK

On
March 16, 2018, pursuant to a conversion agreement dated May 19, 2017, the Company
issued 223,235 shares of common stock in automatic conversion of 8,250 shares of Series B Convertible Preferred Stock with
a value of $825,000. The Company determined that the Series B Convertible Preferred Stock included a beneficial conversion feature
since the commitment date market price of the Company’s common stock exceeded the effective conversion price and, as a result,
the Company recorded a deemed dividend in the amount of $825,000 during the three months ended March 31, 2018.

15

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

7.
STOCKHOLDERS’ EQUITY – CONTINUED

PREFERRED
STOCK - CONTINUED

SERIES
C CONVERTIBLE PREFERRED STOCK

Effective
January 8, 2018, the Company’s Board of Directors and shareholders amended the Certificate of Designation of its Series
C Convertible Preferred Stock to add the following provisions: (a) upon closing of a public offering of the Company’s securities
and the listing of the Company’s shares of common stock on an exchange, all outstanding shares of Series C Convertible Preferred
Stock will be converted into that number of shares of Common Stock determined by the number of shares of Series C Preferred multiplied
by a factor of 115 divided by 80% of the per share price of common stock in the offering; and (b) until 270 days after the effective
date specified within the automatic preferred conversion notice, no holder of Series C Convertible Preferred Stock may offer,
pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of any Series C Preferred Shares without the prior
written consent of the underwriter of the offering.

During
the three months ended March 31, 2018, 25,006 shares of Series C Convertible
Preferred Stock were issued as payment of dividends in kind.

On
March 28, 2018, pursuant to the terms of the amended Certificate of Designation,
the Company issued an aggregate of 9,111,644 shares of common stock in automatic
conversion of 254,557 shares of Series C Convertible Preferred Stock. The Company
determined that the Series C Convertible Preferred Stock included a beneficial conversion feature since the commitment date market
price of the Company’s common stock exceeded the effective conversion price and, as a result, the Company recorded a deemed
dividend in the amount of $22,633,931 during the three months ended March 31, 2018.

SERIES
D CONVERTIBLE PREFERRED STOCK

On
February 13, 2018, the Company’s Board of Directors approved the designation of 13,000 shares of the 40,000,000 authorized
shares of preferred stock as Series D Convertible Preferred Stock, par value $0.001 per share (the “Series D Convertible
Preferred Stock”). On February 15, 2018, the Company filed the Certificate of Designation with the State of Nevada related
to the Series D Convertible Preferred Stock. Each share of Series D Convertible Preferred Stock will have a stated value of $1,000
per share.

Conversion.
Each share of Series D Convertible Preferred Stock is convertible into shares of common stock (subject to adjustment as provided
in the related certificate of designation of preferences, rights and limitations) at any time at the option of the holder at a
conversion price equal to the price of the units in the public offering. Holders of Series D Convertible Preferred Stock are prohibited
from converting Series D Convertible Preferred Stock into shares of common stock if, as a result of such conversion, the holder,
together with its affiliates, would own more than 9.99% of the total number of shares of common stock then issued and outstanding.

Liquidation
Preference. In the event of the liquidation, dissolution or winding-up of the Company, holders of Series D Convertible Preferred
Stock will be entitled to receive the same amount that a holder of common stock would receive if the Series D Convertible Preferred
Stock were fully converted into shares of common stock at the conversion price (disregarding for such purposes any conversion
limitations) which amounts shall be paid pari passu with all holders of Common Stock.

Voting
Rights. Shares of Series D Convertible Preferred Stock will generally have no voting rights, except as required by law and
except that the affirmative vote of the holders of a majority of the then outstanding shares of Series D Convertible Preferred
Stock is required to, (a) alter or change adversely the powers, preferences or rights given to the Series D Convertible Preferred
Stock, (b) amend the Company’s articles of incorporation or other charter documents in any manner that materially adversely
affects any rights of the holders, (c) increase the number of authorized shares of Series D Convertible Preferred Stock, or (d)
enter into any agreement with respect to any of the foregoing.

Dividends.
Shares of Series D Convertible Preferred Stock will not be entitled to receive any dividends, unless and until specifically declared
by the Company’s board of directors. The holders of the Series D Convertible Preferred Stock will participate, on an as-if-converted-to-common
stock basis, in any dividends to the holders of common stock.

16

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

7.
STOCKHOLDERS’ EQUITY – CONTINUED

PREFERRED
STOCK - CONTINUED

SERIES
D CONVERTIBLE PREFERRED STOCK – CONTINUED

Redemption.
The Company is not obligated to redeem or repurchase any shares of Series D Convertible Preferred Stock. Series D Convertible
Preferred Stock are not otherwise entitled to any redemption rights or mandatory sinking fund or analogous fund provisions.

Exchange
Listing. The Company does not plan on making an application to list the Series D Convertible Preferred Stock on any national
securities exchange or other nationally recognized trading system.

See
Note 5 – Notes Payable – JMJ Agreement for additional details.

COMMON
STOCK

During
the three months ended March 31, 2018, the Company issued an aggregate of 1,488,021 shares of common stock with an aggregate
issuance date fair value of $4,283,988 in satisfaction of debt and other liabilities. In connection with the issuances,
the Company recorded a loss on settlement of $2,192,045 during the three months ended March 31, 2018.

The
Company recognized stock-based compensation expense related to common stock, stock options and warrants for the three months ended
March 31, 2018 and 2017 of $2,817,314 and $167,248, respectively, which is included within compensation expense on the
condensed consolidated statement of operations. As of March 31, 2018, there was no unrecognized stock-based compensation expense.

8.
RELATED PARTIES

BLNK
HOLDINGS TRANSFERS TO JMJ

In
February 2018, prior to the closing of the Public Offering, Mr. Farkas reached an agreement with JMJ that, following the closing
of the Public Offering, BLNK Holdings, an entity for which Mr. Farkas had voting power and investment power with regard to this
entity’s holdings, would transfer 260,000 shares to JMJ as additional consideration for JMJ agreeing to waive its claims
to $12 million as a mandatory default amount pursuant to previous agreements with the Company. This transfer took place on April
18, 2018. Prior to entering into this agreement, Mr. Farkas did not bring the matter to the entire Board for a vote. The fair
value of $785,200 of the 260,000 shares of common stock that were to be transferred to JMJ by BLNK Holdings is reflected
as interest expense on the Company’s condensed consolidated statements of operations during the three months ended March
31, 2018 with a corresponding credit to additional paid-in capital.

In
connection with Mr. Farkas relinquishing a claim that warrants to purchase an aggregate of approximately 3,700,000 shares of common
stock that were previously expired, exercised or exchanged should be replaced pursuant to his employment agreement with the Company,
Mr. Farkas has requested the Board issue him 260,000 shares as reimbursement of the transfer to JMJ discussed in the previous
paragraph. The Board does not believe it would be in the best interests of the Company or its shareholders to do so. As a result,
the Company has not made any accrual for a settlement of this request as of March 31, 2018.

17

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

8.
RELATED PARTIES – CONTINUED

LETTER
AGREEMENTS

On
March 22, 2018, pursuant to a letter agreement dated December 6, 2017, the Company issued 886,119 shares of common stock to Mr.
Farkas as compensation with an issuance date fair value of $2,534,300. On April 16, 2018, Mr. Farkas returned 2,930,596 shares
of common stock to the Company which were then retired.

On
March 22, 2018, pursuant to a letter agreement dated December 7, 2017, the Company issued 26,500 shares of common stock to Mr.
Feintuch as compensation with an issuance date fair value of $75,790.

9.
COMMITMENTS AND CONTINGENCIES

OPERATING
LEASE

Total
rent expense for the three months ended March 31, 2018 and 2017 was $30,554 and $56,548, respectively, and is recorded in other
operating expenses on the condensed consolidated statements of operations.

TAXES

The
Company has not filed its Federal and State corporate income tax returns for the years ended December 31, 2014, 2015, 2016 and
2017. The Company has sustained losses for the years ended December 31, 2014, 2015, 2016 and 2017. The Company has determined
that no tax liability, other than required minimums, has been incurred.

The
Company is also delinquent in filing and, in certain instances, paying sales taxes collected from customers in specific states
that impose a tax on sales of the Company’s products. The Company accrued approximately $219,000 and $178,000 as of March
31, 2018 and December 31, 2017, respectively, related to this matter.

The
Company is currently delinquent in remitting approximately $528,000 and $632,000 as of March 31, 2018 and December 31, 2017, respectively,
of federal and state payroll taxes withheld from employees. During the year ended December 31, 2017, the Company sent two letters
to the Internal Revenue Service (“IRS”) notifying the IRS of its intention to resolve the delinquent taxes upon the
receipt of additional working capital. Additionally, on March 27, 2018, the Company submitted its Forms 940 and 941 for the year
ended December 31, 2017 to the IRS. Subsequent to March 31, 2018, the Company paid $483,620 to the IRS and
is proactively seeking settlement with the appropriate taxing authorities regarding penalties and fees.

LITIGATION
AND DISPUTES

On
January 31, 2018, ITT Cannon, Blink Network and the Company agreed that if the Company fails to consummate a registered public
offering of its common stock, list such stock on NASDAQ and issue to ITT Cannon shares of the same class of the Company’s
securities by February 28, 2018, the settlement agreement will expire. The Public Offering closed on February 16, 2018. The Company
issued 47,059 shares on March 16, 2018 to ITT Cannon. This was a partial payment of the $200,000 in stock owed to ITT Cannon.
On April 3, 2018 the Company issued an additional 25,669 shares to satisfy in full its obligations to ITT. As of April
16, 2018, ITT Cannon has shipped approximately 4,600-4,900 charging cables and has agreed to ship the remaining balance.

On
January 8, 2018, the Company and Douglas Stein had entered into a forbearance agreement, pursuant to which Mr. Stein has agreed
to forbear from any efforts to collect or enforce the judgment awarded to him as a result of a legally-entered award of arbitration.
As a result, the Company has agreed to: (i) wire transfer $30,000 to Mr. Stein within three days of the effective date of this
agreement; (ii) beginning on the first calendar day of each successive month following the effective date of this agreement, the
Company has agreed to pay Mr. Stein $5,000 per month until the full amount of the judgment awarded to Mr. Stein ($223,168) has
been satisfied, however, the full amount awarded to Mr. Stein must be paid in full no later than April 30, 2018; and (iii) provide
Mr. Stein with certain financial information of the Company. On February 16, 2018, the Company paid the full amount owed to Mr.
Stein.

18

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

9.
COMMITMENTS AND CONTINGENCIES – CONTINUED

LITIGATION
AND DISPUTES – CONTINUED

On
June 8, 2017, the Company entered into a settlement agreement with Wilson Sonsini Goodrich & Rosati to settle $475,394 in
payables owed for legal services requiring: (a) $25,000 to be paid in cash at the closing of the public offering; and (b) $75,000
in the form of 17,647 shares of common stock issuable upon the closing of the public offering. On February 16, 2018, the Company
paid the $25,000 in cash and on March 19, 2018, the Company issued the 17,647 shares of common stock.

From
time to time, the Company is a defendant or plaintiff in various legal actions that arise in the normal course of business.

350
Green, LLC

350
Green lawsuits relate solely to alleged pre-acquisition unpaid debts of 350 Green. Also, there are other unpaid creditors, aside
from those noted above, that claim to be owed certain amounts for pre-acquisition work done on behalf of 350 Green solely, that
potentially could file lawsuits at some point in the future.

On
May 30, 2013, JNS Power & Control Systems, Inc. (“JNS”) filed a complaint against 350 Green, LLC alleging claims
for breach of contract, specific performance and indemnity arising out of an Asset Purchase Agreement between JNS and 350 Green
entered on April 13, 2013, whereby JNS would purchase car chargers and related assets from 350 Green. On September 24, 2013, the
District Court entered summary judgment in favor of JNS on its claim for specific performance. On September 9, 2015, the United
States Court of Appeals for the Seventh Circuit of Chicago, Illinois affirmed the ruling of the District Court, which affirmed
the sale of certain assets by 350 Green to JNS and the assumption of certain 350 Green liabilities by JNS. On April 7, 2016, JNS
amended the complaint to add the Company, alleging an unspecified amount of lost revenues from the chargers, among other matters,
caused by the defendants. Plaintiff also seeks indemnity for its unspecified attorney’s fees and costs in connection with
enforcing the Asset Purchase Agreement in courts in New York and Chicago. On July 26, 2017, the District Court denied the Company’s
motion to dismiss the Company from the suit. The Company answered the second amended complaint on August 16, 2017. The deadline
for the parties to complete discovery is December 8, 2017. The next status hearing on the matter is set for December 8, 2017.
As of December 31, 2017, the Company accrued a $750,000 liability in connection with its settlement offer to JNS. On February
2, 2018, the parties entered into an asset purchase agreement whereby the parties agreed to settle the litigation. The Company
purchased back the EV chargers it previously sold to JNS for: (a) shares of Common Stock worth $600,000 with a price per share
equal to $4.25 (the price per share of the Offering); (b) $50,000 cash payment within ten days of the closing of the Offering;
and (c) $100,000 cash payment within six months following the closing of the Offering. The Offering closed on February 16, 2018.
The Company issued 141,176 shares on March 16, 2018. The Company made the $50,000 payment on March 16, 2018. JNS filed a motion
to dismiss the lawsuit without prejudice on March 23, 2018 and the judge granted the motion on March 26, 2018. JNS will file a
motion to convert the dismissal without prejudice to dismissal with prejudice within three business days of the $100,000 payment.
On March 16, 2018, the Company issued 23,529 shares of Common Stock to JNS to be held in escrow as security for the $100,000 payment.
At the time the $100,000 payment is made by the Company, the 23,529 shares currently held in escrow will be cancelled.

On
March 26, 2018, final judgment has been reached relating to the Assignment for the Benefit of the Creditors, whereby all remaining
assets of 350 Green are abandoned to their respective property owners where the charging stations have been installed, thus on
March 26, 2018 the assignment proceeding has closed.

Concurrent
with the closing of the Public Offering, the Company was to pay the former principals of 350 Green LLC $25,000 in installment
debt and $50,000 within 60 days thereafter in settlement of a $360,000 debt (inclusive of imputed interest) and the return
of 8,065 of the Company’s common shares by the former principals of 350 Green LLC, in accordance with a Settlement Agreement
between the parties dated August 21, 2015, resulting in a gain of $285,000. As of the date of filing, this payment has not yet
been made nor the common shares returned by the former principals of 350 Green LLC.

On
January 31, 2018, the Company, SemaConnect Inc. (“SemaConnect”) and their legal counsel entered into an amendment
to their settlement agreement dated June 23, 2017 whereby the parties agreed that, concurrent with the closing of the public offering,
the Company will settle the outstanding liabilities of $153,529 by issuing shares of common stock at a price equal to 80% of the
price of the shares sold in the public offering, plus an additional 1,500 shares of common stock. On March 16, 2018, the Company
issued 17,595 shares of common stock with an issuance date fair value of $49,266 to SemaConnect.

On
February 3, 2018, the Company and Sunrise Securities Corp. entered into a letter agreement whereby the parties agreed that, concurrent
with the closing of the public offering, the Company will settle outstanding liabilities of $867,242 owed to the counterparty
as follows: (i) the Company will pay $381,260 in cash out of the proceeds of the public offering; and (ii) in satisfaction of
the remaining liability of $485,982, the Company will issue units, with each unit consisting of one share of restricted common
stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of the warrants
sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering On February 16, 2018,
the Company paid $375,000 in cash and on March 22, 2018, the Company issued 153,295 shares of common stock with an issuance date
fair value of $438,424.

On
February 3, 2018, the Company and Schafer & Weiner, PLLC (“Schafer & Weiner”) entered into a letter agreement
whereby the parties agreed that, concurrent with the closing of the public offering, the Company will settle outstanding liabilities
of $813,962 owed to Schafer & Weiner as follows: (i) the Company will pay $406,981 in cash out of the proceeds of the public
offering; and (ii) in satisfaction of the remaining liability of $406,981, the Company will issue units, with each unit consisting
of one share of restricted common stock and a warrant to purchase one share of restricted common stock at an exercise price equal
to the exercise price of the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the
public offering. In consideration, Schafer & Weiner agreed to return to the Company 11,503 shares of common stock of the Company.
On February 16, 2018, the Company paid $406,981 in cash. On March 19, 2018, the Company issued 119,700 shares of common stock
with an issuance date fair value of $345,933 to Schafer & Weiner. On April 16, 2018, Schafer and Weiner returned and the
Company then retired the 11,503 shares of common stock.

On
February 13, 2018, the Company and Genweb2 entered into a letter agreement whereby the parties agreed that, concurrent with the
closing of the public offering, the Company will settle outstanding liabilities of $116,999 owed to Genweb2 as follows: (i) the
Company will pay $48,500 in cash out of the proceeds of the public offering; and (ii) in satisfaction of the remaining liability
of $48,500, the Company will issue shares of restricted common stock at a price equal to 80% of the per unit price in the public
offering. On February 16, 2018, the Company paid $48,500 in cash. On March 16, 2018, the Company issued 17,132 shares of common
stock with an issuance date fair value of $47,970.

On
February 13, 2018, the Company and Dickinson Wright PLLC (“Dickinson Wright”) entered into a letter agreement whereby
the parties agreed that, concurrent with the closing of the public offering, the Company will settle outstanding liabilities of
$88,845 owed to Dickinson Wright as follows: (i) the Company will pay $88,845 in cash out of the proceeds of the public offering.
On February 16, 2018, the Company paid the full amount owed to Dickinson Wright.

20

BLINK
CHARGING CO. AND SUBSIDIARIES

NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

10.
SUBSEQUENT EVENTS

OPERATING
LEASE

On
April 20, 2018, the Company entered into a three-year lease agreement for 3,425 square feet of office space in Miami Beach, Florida
beginning June 1, 2018 and ending May 31, 2021. Monthly lease payments amount to $9,500 for a total of approximately $342,000
for the total term of the lease. The tenant and landlord have the option to cancel the contract after the first year with a
90-day written notice.

WARRANT
EXERCISES

Subsequent
to March 31, 2018, the Company issued an aggregate of 957,619 shares of the Company’s common stock pursuant to the exercise
of warrants at an exercise price of $4.25 per share for aggregate gross proceeds of $4,069,881.

PREFERRED
STOCK CONVERSION

Subsequent
to March 31, 2018, JMJ elected to convert 4,368 shares of Series D Convertible Preferred Stock into 1,400,000 shares of the Company’s
common stock at a conversion price of $3.12 per share.

WARRANT
ISSUANCES

Subsequent
to March 31, 2018, the Company issued five-year warrants to purchase an aggregate of 1,703,429 shares of common stock at an exercise
price of $4.25 per share.

21

ITEM
2.

MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The
following discussion and analysis of the results of operations and financial condition of Blink Charging Co. (and, including its
subsidiaries, “Blink” and the “Company”) as of March 31, 2018 and for the three months ended March
31, 2018 and 2017 should be read in conjunction with our financial statements and the notes to those financial statements that
are included elsewhere in this Quarterly Report on Form 10-Q. References in this Management’s Discussion and Analysis of
Financial Condition and Results of Operations to “us”, “we”, “our” and similar terms refer
to Blink Charging. This Quarterly Report contains forward-looking statements as that term is defined in the federal securities
laws. The events described in forward-looking statements contained in this Quarterly Report may not occur. Generally, these statements
relate to business plans or strategies, projected or anticipated benefits or other consequences of our plans or strategies, projected
or anticipated benefits from acquisitions to be made by us, or projections involving anticipated revenues, earnings or other aspects
of our operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,”
“project,” “plan,” “intend,” “estimate,” and “continue,” and their
opposites and similar expressions, are intended to identify forward-looking statements. We caution you that these statements are
not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many
of which are beyond our control, which may influence the accuracy of the statements and the projections upon which the statements
are based. Factors that may affect our results include, but are not limited to, the risks and uncertainties discussed elsewhere
in this Quarterly Report on Form 10-Q particularly in Item IA - Risk Factors.

Any
one or more of these uncertainties, risks and other influences could materially affect our results of operations and whether forward-looking
statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially
from those expressed or implied in these forward-looking statements. We undertake no obligation to publicly update or revise any
forward-looking statements, whether from new information, future events or otherwise.

Overview

We
are a leading owner, operator, and provider of electric vehicle (“EV”) charging equipment and networked EV charging
services. We offer both residential and commercial EV charging equipment, enabling EV drivers to easily recharge at various location
types.

Our
principal line of products and services is our Blink EV charging network (the “Blink Network”) and EV charging equipment
(also known as electric vehicle supply equipment) and EV related services. Our Blink Network is proprietary cloud-based software
that operates, maintains, and tracks all of the Blink EV charging stations and the associated charging data. The Blink Network
provides property owners, managers, and parking companies, who we refer to as our Property Partners, with cloud-based services
that enable the remote monitoring and management of EV charging stations, payment processing, and provide EV drivers with vital
station information including station location, availability, and applicable fees.

We
offer our Property Partners a flexible range of business models for EV charging equipment and services. In our comprehensive and
turnkey business model, we own and operate the EV charging equipment, manage the installation, maintenance, and related services,
and share a portion of the EV charging revenue with the property owner. Alternatively, Property Partners may share in the equipment
and installation expenses, with Blink operating and managing the EV charging stations and providing connectivity to the Blink
Network. For Property Partners interested in purchasing and owning EV charging stations that they manage, we can also provide
EV charging hardware, site recommendations, connectivity to the Blink Network, and service and maintenance services.

We
have strategic partnerships across numerous transit/destination locations, including airports, auto dealers, healthcare/medical,
hotels, mixed-use, municipal locations, multifamily residential and condos, parks and recreation areas, parking lots, religious
institutions, restaurants, retailers, schools and universities, stadiums, supermarkets, transportation hubs, and workplace locations.
As of May 11, 2018, we have approximately 14,165 charging stations deployed of which 4,690 are Level 2 commercial charging
units, 113 DC Fast Charging EV chargers and 1,976 residential charging units in service on the Blink Network. Additionally, we
currently have approximately 436 Level 2 commercial charging units on other networks and there are also approximately an additional
6,950 non-networked, residential Blink EV charging stations. The non-networked, residential Blink EV charging stations are all
partner owned.

As
reflected in our unaudited condensed consolidated financial statements as of March 31, 2018, we had cash, working capital and
an accumulated deficit of $9,946,654, $2,212,757 and $154,231,190, respectively. During the three months ended March 31,2018,
we generated net income of $2,204,088, but a loss from operations of $3,801,939. Subsequent to March 31, 2018, we issued an
aggregate of 957,619 shares of common stock pursuant to the exercise of warrants at an exercise price of $4.25 per share for aggregate
gross proceeds of $4,069,881.

22

Consolidated
Results of Operations

Three
Months Ended March 31, 2018 Compared With Three Months Ended March 31, 2017

Revenues

Total
revenue for the three months ended March 31, 2018 remained relatively flat at $595,920 compared to $595,620 during
the three months ended March 31, 2017.

Charging
service revenue company-owned charging stations was $305,747 for the three months ended March 31, 2018 compared to $267,874 for
the three months ended March 31, 2017, an increase of $37,873, or 14%. The increase is attributable to a larger number of charging
stations in the network as compared to the 2017 period.

Total
revenue from warranty revenue and network fees was $87,653 for the three months ended March 31, 2018, compared to $84,087 the
three months ended March 31, 2017 a slight increase of $3,566, or 4%.

Revenue
from product sales was $135,760 for the three months ended March 31, 2018 compared to $153,587 during the three months ended March
31, 2017, a decrease of $17,827 or 12%. This decrease is attributable to lower volume of residential and commercial units as compared
to the 2017 period.

Grant
and rebate revenue was $16,231 during the three months ended March 31, 2018, compared to $32,810 during the three months ended
March 31, 2017, a decrease of $16,579 or 51%. Grant and rebates relating to equipment and the related installation are deferred
and amortized in a manner consistent with the depreciation expense of the related assets over their useful lives. The ability
to secure grant revenues is typically unpredictable and, therefore, uncertain. We have not recently received any new grants and,
as a result, the 2018 revenue is related to the amortization of previous years’ grants.

Other
revenue decreased by $6,733 to $50,529 for the three months ended March 31, 2018 as compared to $57,262 for the three months
ended March 31, 2017. The decrease was primarily attributable to a decrease of $6,733 in charging revenue from host-owned stations
as a result of property owners converting their charging stations from host-owned to company-owned.

Cost
of Revenues

Cost
of revenues primarily consists of depreciation of installed charging stations, amortization of the Blink Network infrastructure,
the cost of charging station goods and related services sold, repairs and maintenance, electricity reimbursements and revenue
share payments to hosts when we are the primary obligor in the revenue share arrangement. Cost of revenues for the three months
ended March 31, 2018 were $424,099 as compared to $432,407 for the three months ended March 31, 2017, a decrease of $8,308 or
2%.

This
is primarily attributable to an increase in host provider fees of $53,958 or 99% to $108,405 during the three months ended March
31, 2018 as compared to $54,447 during the three months ended March 31, 2017. This increase is a result of more recent company
owned charger station installations having higher revenue share obligations to hosts during the three months ended March 31,
2018 as compared to the 2017 period.

Warranty
and repairs and maintenance costs increased by $44,580, or 233%, to $63,728 during the three months ended March 31, 2018
from $19,148 during the three months ended March 31, 2017. This was primarily attributable to an increase in volume of warranty
work performed during the three months ended March 31, 2018 as compared to the 2017 period.

Network
costs decreased by $74,656 or 53% to $66,928 during the three months ended March 31, 2018 as compared to $141,584 during the three
months ended March 31, 2017. This decrease is attributed to renegotiated contracts with service providers.

Depreciation
and amortization expense declined by $34,409 or $31% to $77,744 for the three months ended March 31, 2018 as compared to $112,153
for the three months ended March 31, 2017, as some underlying assets became fully depreciated during 2018.

There
is a degree of variability in our gross margins related to charging services revenues from period to period primarily due to (i)
the mix of revenue share payment arrangements, (ii) electricity reimbursements, and (iii) the costs of maintaining charging stations
not currently in operation.

Any
variability in our gross margins related to equipment sales depends on the mix of products sold. Accordingly, the cost of product
sales decreased by $14,979 to $63,533 during the three months March 31, 2017 as compared to $78,512 during 2017 due to decrease
in the volume of residential and commercial units sold in 2018.

23

Operating
Expenses

Compensation
expense increased by $2,691,279, or 270%, from $997,357 (consisting of approximately $0.8 million of cash compensation and approximately
$0.2 million of non-cash compensation) for the three months ended March 31, 2017 to $3,688,636 (consisting of approximately $0.9
million of cash compensation and approximately $2.8 million of non-cash compensation) for the three months ended March 31, 2018.
The increase is attributable to an increase in non-cash compensation of $2.6 million due to common stock awards to the
Executive Chairman and the Chief Operating Officer. This is partially offset by a decrease in commissions, consulting, and other
payroll expenses of $182,631 due to a reduction in head count in 2017.

Other
operating expenses decreased by $58,986, or 24%, from $242,941 for the three months ended March 31, 2017 to $183,955 for the three
months ended March 31, 2018. The decrease was primarily attributable to a decrease in business insurance costs of $25,476 to $30,367
during the three months March 31, 2018 from $55,844 during the three months ended March 31, 2017. Additionally, there was a decrease
in rent expense of $25,994 to $30,554 during the three months ended March 31, 2018 from $56,549 during the three months ended
March 31, 2017 due to our move to smaller spaces in both Arizona and Florida.

General
and administrative expenses decreased by $212,539, or 68%, from $313,708 for the three months ended March 31, 2017 to $101,169
for the three months ended March 31, 2018. The decrease was primarily due to a decrease in professional and legal fees of $215,074
to $24,374 during the three months ended March 31, 2018 compared to $240,248 during the three months ended March 31, 2017 as a
result of our focus on the Public Offering during 2018 and legal costs incurred in conjunction therewith are charged against
Offering proceeds. This was partially offset by an increase in credit card processing fees of $21,318 to $43,687 during the three
months ended March 31, 2018 compared to $22,367 during the three months ended March 31, 2017.

Other
Income (Expense)

Other
income (expense) increased by $7,412,966 from ($1,406,939) for the three months ended March 31, 2017 to $6,006,027 for the
three months ended March 31, 2018. During the three months ended March 31, 2018, we settled approximately $17.8 million
of obligations to JMJ with the issuance of Series D Convertible Preferred Stock, which resulted in a gain of approximately $5.8
million. Additionally, we realized a decrease in the change in fair value of warrant liabilities of $3,488,887 to $3,024,598
during the three months ended March 31, 2018 compared to ($464,289) during the three months ended March 31, 2017 as a result of
warrant holders exchanging their warrants for equity. During the three months ended March 31, 2018 we recorded a gain on the
settlement of accounts payable of $920,352 which increased by $896,424 from $23,928 during the three months ended March 31,
2017 period. This increase was due to liabilities being settled pursuant to agreements contingent upon the closing of our public
offering on February 16, 2018. These items were offset by a loss on settlement of liabilities for equity of approximately $2.2
million as well as a charge of $785,200 related to a contribution of capital by the Executive Chairman during the three months
ended March 31, 2018.

Net
Income (Loss)

Our
net income (loss) for the three months ended March 31, 2018 increased by $5,301,820, or 171%, to $2,204,088 as compared to ($3,097,732)
for the three months ended March 31, 2017. The increase was primarily attributable to an increase in other income (expenses) of
$7,412,966. Our net loss attributable to common shareholders for the three months ended March 31, 2018 increased by 18,010,011,
or 467%, from $3,852,632 to $21,862,643 for the aforementioned reasons and due to an increase in the dividend
attributable to Series C Convertible Preferred shareholders of $607,800 as well as the deemed dividend attributable to the
immediate accretion of the beneficial conversion feature related to the Series B and C Convertible Preferred Stock of $23,458,931.

Liquidity
and Capital Resources

During
the three months ended March 31, 2018, we financed our activities from proceeds derived from debt and equity financing. A significant
portion of the funds raised from the sale of capital stock have been used to cover working capital needs and personnel, office
expenses and various consulting and professional fees.

For
the three months ended March 31, 2018 and 2017, we used cash of $4,814,971 and $783,135, respectively, in operations. Our cash
use for the three months ended March 31, 2018 was primarily attributable to our net income of $2,204,088, adjusted for net non-cash
income in the aggregate amount of $3,173,205, and $3,845,854 of net cash used in changes in the levels of operating
assets and liabilities. Our cash use for the three months ended March 31, 2017 was primarily attributable to our net loss of $3,097,732,
adjusted for net non-cash expenses in the aggregate amount of $1,477,377, partially offset by $837,220 of net cash provided by
changes in the levels of operating assets and liabilities.

During
the three months ended March 31, 2018, cash used in investing activities was $21,499, which was used to purchase charging stations
and other fixed assets. Net cash used in investing activities was $206 during the three months ended March 31, 2017, which was
used to purchase charger cables.

Net
cash provided by financing activities for the three months ended March 31, 2018 was $14,597,973, of which, $16,243,055 was attributable
to the proceeds from the sale of common stock and warrants in our public offering, reduced by issuance costs related to the public
offering of $1,190,082 that were paid by us during the period. In addition, $305,000 was provided in connection with the issuances
of notes payable, offset by the repayment of notes payable of $760,000. Net cash provided by financing activities for the three
months ended March 31, 2017 was $780,431, of which $805,100 was provided in connection with the issuance of convertible notes
payable and $47,567 was provided in connection with proceeds from the issuance of notes payable to a related party, partially
offset by $24,720 of payment of future offering costs, $39,000 of payment of debt issuance costs, repayment of notes payable of
$3,604 and $4,912 of net cash used in connection with bank overdrafts.

24

Through
March 31, 2018, we incurred an accumulated deficit since inception of $154,231,190. As of March 31, 2018, we had cash and
working capital of $9,946,654 and $2,212,757, respectively. During the three months ended March 31, 2018, we generated net income
of $2,204,088, but a loss from operations of $3,801,939.

There
has been no material change in the planned use of proceeds from the Public Offering as described in our Prospectus. Approximately
$4.4 million was to be used for the repayment of certain debt and other obligations, of which, as of March 27, 2018, approximately
$3.8 million, has been paid. The remaining amount will be used as follows:

(1)

Approximately
$4.0 million for the deployment of charging stations;

(2)

Approximately
$1.0 million to expand our product offerings including but not limited to completing the research and development, as well
as the launch of our next generation of EV charging equipment;

(3)

Approximately
$3.0 million to add additional staff in the areas of finance, sales, customer support, and engineering; and

(4)

The
remainder for working capital and other general corporate purposes

Subsequent
to March 31, 2018, we issued an aggregate of 957,619 shares of common stock pursuant to the exercise of warrants at an exercise
price of $4.25 per share for aggregate gross proceeds of $4,069,881.

We
believe our current cash on hand is sufficient to meet our obligations, operating and capital requirements for at least the next
twelve months from the date of this filing. Thereafter, we will need to raise further capital, through the sale of additional
equity or debt securities, or other debt instruments to support our future operations. Our operating needs include the planned
costs to operate our business, including amounts required to fund working capital and capital expenditures. Our future capital
requirements and the adequacy of our available funds will depend on many factors, including our ability to successfully commercialize
our products and services, competing technological and market developments, and the need to enter into collaborations with other
companies or acquire other companies or technologies to enhance or complement our product and service offerings. There is also
no assurance that the amount of funds we might raise will enable us to complete our development initiatives or attain profitable
operations. If we are unable to obtain additional financing on a timely basis, we may have to curtail our development, marketing
and promotional activities, which would have a material adverse effect on our business, financial condition and results of operations,
and ultimately, we could be forced to discontinue our operations and liquidate.

Since
inception, our operations have primarily been funded through proceeds from equity and debt financings. Although management believes
that we have access to capital resources, there are currently no commitments in place for new financing at this time, except as
described below under the heading Recent Developments, and there is no assurance that we will be able to obtain funds on commercially
acceptable terms, if at all.

Recent
Developments

Resignation
of Andy Kinard as President

On
March 19, 2018, Andy Kinard resigned as the Company’s President, effective immediately. Mr. Kinard remains a non-executive
employee of the Company. The Company has not yet appointed a new President.

Public
Offering and Nasdaq Uplisting

On
February 16, 2018, we closed our underwritten public offering (the “Public Offering”) of an aggregate 4,353,000 shares
of our common stock and warrants to purchase 8,706,000 shares of common stock at a combined public offering price of $4.25 per
unit comprised of one share and two warrants. The Public Offering resulted in approximately $18.5 million of gross proceeds, less
underwriting discounts and commissions and other offering expenses of approximately $3.6 million, a portion of which is
included within deferred public offering costs on the balance sheet as of December 31, 2017, for aggregate net proceeds of approximately
$14.9 million. The common stock and warrants were approved to list on the Nasdaq Capital Market under the symbols BLNK
and BLNKW, respectively, and began trading on February 14, 2018.

Each
warrant is exercisable for five years from issuance and has an exercise price equal to $4.25 per share. We granted the Public
Offering’s underwriters a 45-day option to purchase up to an additional 652,950 shares of common stock and/or warrants to
purchase 1,305,900 shares of common stock to cover over-allotments, if any. In connection with the closing of the Public Offering,
the underwriters partially exercised their over-allotment option and purchased additional warrants to purchase 406,956 shares
of common stock at an exercise price of $4.25 per share for aggregate gross proceeds of $4,070, or $0.01 per warrant. The 45-day
option expired on April 2, 2018.

25

Securities
Purchase Agreement with JMJ Financial

On
October 7, 2016, we executed a Promissory Note in favor of JMJ in the amount up to $3,725,000 bearing interest on the unpaid balance
at the rate of six percent. The initial amount borrowed under the Promissory Note was $500,000, with the remaining amounts permitted
to be borrowed under the Promissory Note being subject to us achieving certain milestones.

We
initially issued one warrant to JMJ to purchase a total of 14,286 shares of our Common Stock at an exercise price equal to the
lesser of: (i) 80% of the Common Stock price of the Public Offering, (ii) $35.00 per share, (iii) 80% of the unit price of the
Public Offering (if applicable), (iv) the exercise price of any warrants issued in the Public Offering, or (v) the lowest conversion
price, exercise price, or exchange price, of any security issued by us that is outstanding on October 13, 2016.

The
initial amount borrowed under the Promissory Note was $500,000, with the remaining amounts permitted to be borrowed under the
Promissory Note being subject to us achieving certain milestones. With the achievement of certain milestones in November 2016
(the filing with the SEC of a Preliminary Information Statement on Schedule 14C regarding the Reverse Stock Split), an additional
advance of $500,000 under the Promissory Note occurred on November 28, 2016. Another warrant to purchase 14,286 shares of our
Common Stock was issued as of November 28, 2016. With the achievement of certain milestones in February 2017 (the filing with
the SEC of a revised Preliminary Information Statement and a Definitive Information Statement, each on Schedule 14C regarding
the Reverse Stock Split), additional advances of $225,100 and $300,000 under the Promissory Note occurred on February 10 and February
27, respectively. Thus, two more warrants to purchase the Company’s Common Stock were issued, one for 6,431 shares and the
other for 8,571 shares, respectively.

All
advances after February 28, 2017 were at the discretion of JMJ without regard to any specific milestones occurring. Additional
advances of $250,000 and $30,000 under the Promissory Note occurred on March 14, 2017 and March 24, 2017, respectively, and two
more warrants to purchase the Company’s Common Stock were issued, one for 7,143 shares and the other for 857 shares. An
additional advance of $400,000 occurred on April 5, 2017 and another warrant to purchase 11,429 shares of our Common Stock was
issued on the same date. An additional advance of $295,000 occurred on May 9, 2017 and another warrant to purchase 8,429 shares
of the Company’s Common Stock was issued on the same date. On July 27, 2017, an additional advance of $50,000 was made to
the Company and another warrant to purchase 1,429 shares of the Company’s Common Stock was issued to JMJ. JMJ and the Company
entered into a Lockup, Conversion, and Additional Investment Agreement dated October 23, 2017 (the “Additional Agreement”),
however, it became effective upon the document being fully executed on October 24, 2017. In accordance with the terms of the Additional
Agreement, on October 24, 2017, JMJ advanced to the Company $949,900 available pursuant to previous agreements with JMJ and another
warrant to purchase 27,140 shares of the Company’s Common Stock was issued to JMJ. As of the closing of the Public Offering,
ten (10) warrants to purchase a total of 100,001 shares of the Company’s Common Stock had been issued to JMJ. The aggregate
exercise price was $3,500,000.

The
Additional Agreement extended the maturity date of the JMJ loans to December 15, 2017. On November 29, 2017, the Company and JMJ
entered into the first amendment to the Additional Agreement, extending the maturity date to December 31, 2017. On January 4,
2018, the Company and JMJ entered into the second amendment to the Additional Agreement, extending the maturity date to January
31, 2018. On February 1, 2018, the Company and JMJ entered into the third amendment to the Additional Agreement, extending the
maturity date to February 10, 2018. On February 7, 2018, the Company and JMJ entered into the fourth amendment to the Additional
Agreement, extending the maturity date to February 15, 2018.

In
addition, JMJ claimed that the Company would owe JMJ $12 million as a mandatory default amount pursuant to previous agreements
with the Company. JMJ, in the Additional Agreement, agreed to allow the Company to have two options for settling a previously
issued note (including settling the mandatory default amount for either $1.1 million or $2.1 million), securing a lockup agreement
from JMJ, and exchanging previously issued warrants for shares of Common Stock. Each of these options depended upon the Public
Offering closing by December 15, 2017 (subsequently extended to February 15, 2018). The option chosen was at the Company’s
sole discretion.

The
first option was that the Company, upon the closing of the Public Offering: (a) would pay $2.0 million in cash to JMJ; and (b)
would issue shares of Common Stock to JMJ with a value of $9,005,000 (including the Origination Shares). The second option was
that the Company, upon the closing of the Public Offering, would not pay any cash to JMJ and would issue shares of Common Stock
to JMJ with a value of $12,005,000 (including the Origination Shares).

Upon
the closing of the Public Offering (February 16, 2018), the Company chose the second option and did not pay any cash to JMJ. Although
the Public Offering closed one day after the February 15, 2018 Maturity Date, JMJ accepted payment on February 16, 2018 did not
declare a default.

In
each case, the Company was to issue such number of duly and validly issued, fully paid and non-assessable shares of Common Stock
equal to the amount in question divided by the lowest of (i) $35.00 per share, or (ii) the lowest daily closing price of the Common
Stock during the ten days prior to delivery of shares (subject to adjustment for stock splits), or (iii) 80% of the Common Stock
price of the Public Offering, or (iv) 80% of the unit price of the Public Offering (if applicable), or (v) the exercise price
of any warrants issued in the Public Offering.

26

Prior
to the Company choosing the option at the closing (with the first option including some cash and the second option not including
any cash), JMJ could elect to receive some or all of the share consideration (to be issued pursuant to either option) in the form
of convertible preferred stock. On January 29, 2018, JMJ made the election to receive all of the share consideration in the form
of shares of convertible preferred stock.

Pursuant
to the second option and to the election by JMJ to receive convertible preferred stock instead of common stock as permitted by
the Additional Agreement, the Company, on February 16, 2018 issued to JMJ shares of Series D Preferred Stock convertible into
3,847,756 shares of Common Stock, to reflect the full payment of all dollar amounts and share amounts owed in connection with
the JMJ Financing. Because the Series D Preferred Stock is convertible into shares of our Common Stock, upon JMJ’s conversion
of the Series D Preferred Stock into shares of our Common Stock, holders of our Common Stock will experience dilution.

On
May 7, 2018, JMJ elected to convert 4,368 shares of Series D Convertible Preferred Stock into 1,400,000 shares of the Company’s
common stock at a conversion price of $3.12 per share. The Company issued the shares on May 10, 2018.

We
refer herein to these transactions with JMJ as the “JMJ Financing”.

Separately
from and unrelated to the JMJ Financing, JMJ lent $250,000 to the Company on January 22, 2018. We agreed with JMJ to issue units
of unregistered shares of Common Stock and warrants as repayment of this $250,000 advance at the closing of the Public Offering
(with each unit consisting of one share of Common Stock and two warrants each to purchase one share of Common Stock). On March
16, 2018, the Company issued 73,529 shares of Common Stock to JMJ and on April 9 the Company issued 147,058 warrants to JMJ.

Issuances
of Securities

In
connection with the closing of the Public Offering, and pursuant to obligations previously incurred by the Company, on March 16,
19, 22, and 27, 2018 and on April 9, 2018, the Company issued a total of 12,305,228 restricted shares of
Common Stock and 1,703,429 five-year warrants to purchase shares of its common stock, to approximately seventy (70)
individuals or entities (the “Securities Issuance”). Details of the Securities Issuance are described below.

Upon
the closing of the Public Offering, all outstanding shares of Series B Preferred Shares of the Company were converted into 223,235
shares of Common Stock. These 223,235 shares of Common Stock are equal to $825,000 payable to ECOtality Consolidated Qualified
Creditor Trust. The Company issued to ECOtality Consolidated Qualified Creditor Trust 223,235 shares of Common Stock as payment.
As of March 28, 2018, there are no longer any Series B Preferred Shares outstanding.

The
Company issued to Mr. Michael J. Calise, the Company’s Chief Executive Officer, 10,269 restricted shares of the Company’s
Common Stock. The shares were issued in settlement and consideration of services rendered during the period of April 1, 2016 through
March 31, 2017. The 20,538 five-year warrants to purchase Common Stock with an exercise price of $4.25 were issued to Mr. Calise
on April 9, 2018 in settlement and consideration of services rendered during the period of April 1, 2016 through March 31,
2017.

9,440
shares were issued to Mr. Andy Kinard, the Company’s former President, in settlement and consideration of services rendered
during the period of April 1, 2016 through March 31, 2017. The 18,880 five-year warrants to purchase Common Stock with an exercise
price of $4.25 were issued to Mr. Kinard on April 9, 2018 in settlement and consideration of services rendered during the period
of April 1, 2016 through March 31, 2017.

68,150
warrants to purchase shares of Common Stock were issued to Mr. Donald Engel, a member of the Company’s Board of Directors
pursuant to an agreement with the Company.

107,143
warrants to purchase shares of Common Stock were issued to Shapiro Ventures LLC, a limited liability company controlled by Mr.
Andrew Shapiro, a member of the Company’s Board of Directors, pursuant to an agreement with the Company.

46,655
shares of Common Stock were issued as payment of a total of $153,529 to both SemaConnect Inc. and their legal counsel pursuant
to the Settlement Agreement dated June 23, 2017.

Pursuant
to a Confidential Settlement Agreement between the Company and ITT Cannon, LLC, dated May 17, 2017, the Company owed $200,000
to ITT Cannon which was to be paid entirely in the form of shares of Common Stock. On March 16, 2018, the Company issued 47,059
shares of Common Stock to ITT Cannon as partial payment of this $200,000 in stock. On March 30, 2018 the Company issued an additional
25,669 shares to satisfy in full its obligations to ITT.

74,753
shares of Common Stock were issued as payment of $221,009 owed to BLNK Holdings, in principal and interest pursuant to a Conversion
Agreement between the Company and BLNK Holdings, dated August 23, 2017.

73,529
shares of Common Stock were issued to JMJ as repayment of a $250,000 advance pursuant to a Letter Agreement between the Company
and the counterparty, dated February 1, 2018. The 147,058 five-year warrants to purchase Common Stock with an exercise price of
$4.25 were issued to JMJ on April 9, 2018 pursuant to that same Letter Agreement.

141,176
shares of Common Stock were issued to JNS Power & Control Systems, Inc. (“JNS”) as payment of $600,000 in connection
with an asset purchase agreement entered into with the counterparty on February 2, 2018 in settlement of litigation.

23,529
shares of Common Stock were issued to JNS to be held in escrow as security for the $100,000 payment to be paid within six months
of the closing of the Public Offering. At the time the $100,000 payment is made by the Company, the 23,529 shares currently held
in escrow will be cancelled.

27

17,132
shares of Common Stock were issued to Genweb2 as repayment of a $58,250 debt pursuant to a Letter Agreement between the Company
and the counterparty, dated February 12, 2018.

2,353
shares of Common Stock were issued as payment of $10,000 to Russ Klenet & Associates, Inc. pursuant to the Settlement and
Release Agreement between the Company and the counterparty, dated December 29, 2016.

17,647
shares of Common Stock were issued as payment of $75,000 owed to Wilson Sonsini Goodrich & Rosati pursuant to a Settlement
Agreement between the Company and the counterparty, dated June 8, 2017.

119,700
shares of Common Stock were issued to Schafer & Weiner, PLLC as part of a repayment of a $406,981.47 debt pursuant to a Letter
Agreement between the Company and the counterparty. The 239,400 five-year warrants to purchase Common Stock with an exercise price
of $4.25 were issued to Schafer & Weiner, PLLC on April 9, 2018 to satisfy the Company’s obligations pursuant to
that same Letter Agreement.

1,882
shares of Common Stock were issued to IBIS Co. in connection with an introduction to an investor.

550,000
shares of Common Stock were issued pursuant to letter agreements, dated December 6, 2017 and December 7, 2017 signed by the two
holders of the Series A Convertible Preferred Stock (“Series A Preferred Shares”) (Mr. Farkas, our Executive Chairman
is receiving 500,000 shares of Common Stock and Ira Feintuch, our Chief Operating Officer is receiving 50,000 shares of Common
Stock) to convert 11,000,000 Series A Preferred Shares issued and outstanding as of February 13, 2018. As of March 28, 2018, there
are no longer any Series A Preferred Shares outstanding.

886,119
shares of Common Stock were issued to Mr. Farkas pursuant to the December 6, 2017 letter agreement.

13,721
shares of Common Stock were issued to Mr. Farkas as payment of $46,651 in Board fees owed to Mr. Farkas.

223,456
shares of Common Stock were issued to Mr. Farkas as payment of $712,500 in shares of Common Stock owed to Mr. Farkas for the period
of December 1, 2015 through May 31, 2017 pursuant to the Third Amendment to Executive Employment Agreement between the Company
and Mr. Farkas, dated June 15, 2017 (the “Third Amendment”) and pursuant to a Conversion Agreement between the Company
and Mr. Farkas, dated August 23, 2017.

153,039
shares of Common Stock were issued to Mr. Farkas as payment of $375,000 in shares of Common Stock owed to Mr. Farkas for accrued
commissions on hardware sales and revenue from charging stations for the period of November 2015 through March 2017 pursuant to
the Third Amendment and $145,334 in shares of Common Stock owed to Mr. Farkas for accrued commissions on hardware sales and revenue
from charging stations for the period of April 2017 through February 13, 2018 pursuant to an oral agreement between the Company
and Mr. Farkas. This oral agreement was reached pursuant to Section 7(B) of the Third Amendment.

On
April 9, 2018, 780,432 warrants to purchase shares of Common Stock were issued to Mr. Michael D. Farkas (a) in settlement and
consideration of services rendered to the Board during the period of April 1, 2016 through March 31, 2017; (b) as payment of $712,500
owed to Mr. Farkas for the period of December 1, 2015 through May 31, 2017 pursuant to the Third Amendment to Executive Employment
Agreement between the Company and Mr. Farkas, dated June 15, 2017 (the “Third Amendment”) and pursuant to a Conversion
Agreement between the Company and Mr. Farkas, dated August 23, 2017; (c) as payment of $375,000 owed to Mr. Farkas for accrued
commissions on hardware sales and revenue from charging stations for the period of November 2015 through March 2017 pursuant to
the Third Amendment ; (d) as payment of $145,334 owed to Mr. Farkas for accrued commissions on hardware sales and revenue from
charging stations for the period of April 2017 through February 13, 2018 pursuant to an oral agreement between the Company and
Mr. Farkas (the “Farkas Oral Agreement”). The Farkas Oral Agreement was reached pursuant to Section 7(B) of the Third
Amendment.

In
total 1,776,335 restricted shares of the Company’s Common Stock and 780,432 warrants to purchase shares of Common Stock
were issued to Mr. Farkas.

26,500
shares of Common Stock were issued to Mr. Feintuch pursuant to the December 7, 2017 letter agreement.

17,487
shares of Common Stock were issued to Mr. Feintuch as payment of $43,555 in shares of Common Stock owed to Mr. Feintuch which
represents 25% of the accrued commissions on hardware sales and revenue from charging stations for the period of November 2015
through March 2017 owed to Mr. Feintuch pursuant to the Compensation Agreement between the Company and Mr. Feintuch, dated June
16, 2017 and $15,902 in shares of Common Stock owed to Mr. Feintuch which represents 25% of the accrued commissions on hardware
sales and revenue from charging stations for the period of April 2017 through February 13, 2018 owed to Mr. Feintuch pursuant
to an oral agreement between the Company and Mr. Feintuch. This oral agreement was reached pursuant to Section 3(B) of the Compensation
Agreement.

On
April 9, 2018, 34,974 warrants to purchase shares of Common Stock were issued to Mr. Ira Feintuch, the Company’s Chief Operating
Officer, as payment of (a) $43,555 owed to Mr. Feintuch which represents 25% of the accrued commissions on hardware sales and
revenue from charging stations for the period of November 2015 through March 2017 owed to Mr. Feintuch pursuant to the compensation
agreement between the Company and Mr. Feintuch, dated June 16, 2017 (the “Compensation Agreement”) and; (b) $15,902
owed to Mr. Feintuch which represents 25% of the accrued commissions on hardware sales and revenue from charging stations for
the period of April 2017 through February 13, 2018 owed to Mr. Feintuch pursuant to an oral agreement between the Company and
Mr. Feintuch (the “Feintuch Oral Agreement”). The Feintuch Oral Agreement was reached pursuant to Section 3(B) of
the Compensation Agreement.

In
total 93,987 restricted shares of the Company’s Common Stock and 34,974 warrants to purchase shares of Common Stock were
issued to Mr. Feintuch.

360,441
shares of Common Stock were issued to Ardour Capital Investments, LLC (“Ardour”) (an entity of which Mr. Farkas owns
less than 5%) in placement agent fees related to the $3,500,000 lent by JMJ Financial (“JMJ”) to the Company between
October 2016 and October 2017. This share amount also includes placement agent fees owed to Ardour in connection with a separate
$250,000 lent by JMJ to the Company on January 22, 2018.

1,167
shares of Common Stock were issued to Ardour in connection with placement agent fees related to the sale of Series C Preferred
Stock in December 2014.

9,868
shares of Common Stock were issued to Sunrise Securities Corp. (“Sunrise”) in connection with placement agent fees
related to the sale of Series C Preferred Stock in December 2014.

28

143,427
shares of Common Stock were issued to Sunrise as repayment of a $487,653 debt pursuant to a Letter Agreement between the Company
and the counterparty, dated February 3, 2018. The 286,854 five-year warrants to purchase Common Stock with an exercise price of
$4.25 were issued to Sunrise on April 9, 2018.

9,111,644
shares of Common Stock were issued to fifty-three (53) holders to convert all Series C Preferred Shares outstanding and owed as
of the February 16th closing date of the Public Offering. As of March 28, 2018, there are no longer any Series C Preferred
Shares outstanding. Among the 9,111,644 shares issued, BLNK Holdings was issued 6,827,092 shares and Mr. Farkas was issued 211,276
shares.

These
securities were not registered under the Securities Act of 1933, as amended (the “Securities Act”), but qualified
for exemption under Section 4(a)(2) of the Securities Act. The securities were exempt from registration under Section 4(a)(2)
of the Securities Act because the issuance of such securities by the Company did not involve a “public offering,”
as defined in Section 4(a)(2) of the Securities Act, due to the insubstantial number of persons involved in the transaction, size
of the offering, manner of the offering and number of securities offered. All of the securities were issued without registration
under the Securities Act of 1933 in reliance upon the exemption provided in Section 4(a)(2).

Share
Cancellation

Pursuant
to the December 6, 2017 letter agreement, on April 13, 2018, Mr. Farkas cancelled 2,930,596 shares of Common Stock on behalf of
FGI (the “FGI Cancellation”).

On
February 3, 2018, the Company and Schafer entered into a letter agreement (the “Schafer Letter Agreement”) whereby
the parties agreed that, concurrent with the closing of the Public Offering, Schafer would return to the Company 11,503 shares
of Common Stock (post-reverse stock split effected on August 29, 2017) of the Company. On April 13, 2018, Schafer cancelled 11,503
shares of Common Stock (the “Schafer Cancellation”, together with the FGI Cancellation, the “Share Cancellation”).

Critical
Accounting Policies

For
a description of our critical accounting policies, see Note 2 – Summary of Significant Accounting Policies in Part 1, Item
1 of this Quarterly Report on Form 10-Q.

Off-Balance
Sheet Arrangements

We
do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons,
also known as “special purpose entities” (SPEs).

29

ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We
are not required to provide the information required by this Item because we are a smaller reporting company.

ITEM
4. CONTROLS AND PROCEDURES

Limitations
on Effectiveness of Controls

In
designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter
how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition,
the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management
is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Evaluation
of Disclosure Controls and Procedures

Our
management, with the participation of our Chief Executive Officer evaluated the effectiveness of our disclosure controls and procedures
as of March 31, 2018. The term “disclosure controls and procedures,” as defined in Rule 13a-15 under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), means controls and other procedures of a company that are designed
to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act
is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be
disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to management,
including our principal executive and principal financial officers, as appropriate to allow timely decisions regarding required
disclosure.

Based
on our evaluation, our Chief Executive Officer concluded that, as of March 31, 2018, our disclosure controls and procedures were
not effective at the reasonable assurance level due to the material weaknesses described below, which were identified as of December
31, 2017 in the normal course and continued to exist as of March 31, 2018:

1.

We
do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls
over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act which is applicable to us for the year
ended December 31, 2017. Management evaluated the impact of our failure to have written documentation of our internal controls
and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that
resulted represented a material weakness.

30

2.

We
do not have sufficient resources in our accounting function, which restricts the Company’s ability to gather, analyze
and properly review information related to financial reporting in a timely manner. In addition, due to our size and nature,
segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent
possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate
individuals. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure
controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

3.

We
have inadequate controls to ensure that information necessary to properly record transactions is adequately communicated on
a timely basis from non-financial personnel to those responsible for financial reporting. Management evaluated the impact
of the lack of timely communication between non–financial personnel and financial personnel on our assessment of our
reporting controls and procedures and has concluded that the control deficiency represented a material weakness.

4.

Certain
control procedures were unable to be verified due to performance not being sufficiently documented. As an example, some procedures
requiring review of certain reports could not be verified due to there being no written documentation of such review. Management
evaluated the impact of its failure to maintain proper documentation of the review process on its assessment of its reporting
controls and procedures and has concluded deficiencies represented a material weakness.

Notwithstanding
the assessment that our disclosure controls and procedures and our internal controls over financial reporting were not effective
and that there are material weaknesses as identified herein, we believe that our condensed consolidated financial statements contained
in this Quarterly Report fairly present our financial position, results of operations and cash flows for the periods covered thereby
in all material respects.

From
time to time, we are a defendant or plaintiff in various legal actions that arise in the normal course of business. We record
legal costs associated with loss contingencies as incurred and has accrued for all probable and estimable settlements.

We
are not currently involved in any material disputes and do not have any material litigation matters pending except:

350
GREEN, LLC

There
have been five lawsuits filed against 350 Green by creditors of 350 Green regarding unpaid claims. These lawsuits relate solely
to alleged pre-acquisition unpaid debts of 350 Green. Also, there are other unpaid creditors, aside from those noted above, that
claim to be owed certain amounts for pre-acquisition work done on behalf of 350 Green solely, that potentially could file lawsuits
at some point in the future.

On
August 7, 2014, 350 Green received a copy of a complaint filed by Sheetz, a former vendor of 350 Green alleging breach of contract
and unjust enrichment of $112,500. The complaint names 350 Green, 350 Holdings LLC and the Company in separate breach of contract
counts and names all three entities together in an unjust enrichment claim. The Company and 350 Holdings will seek to be dismissed
from the litigation, because, as the complaint is currently plead, there is no legal basis to hold the Company or 350 Green liable
for a contract to which they are not parties. The Company settled with Sheetz and the parties signed two agreements on February
23, 2017: a General Release and Settlement Agreement and an Exclusive Electronic Vehicle Charging Services Agreement. The settlement
involved a combination of DC charging equipment, installation, charging services, shared driver charging revenue and maintenance
for two systems in exchange for no further legal action between 350 Holdings or the Company. The Exclusive Electronic Vehicle
Charging Services Agreement with Sheetz is for a five (5) year term. Pursuant to the agreement, Blink shall remit to Sheetz gross
revenue generated by electric vehicle charging fees and advertising, minus (i) any and all taxes, (ii) 8% transaction fees, (iii)
$18.00 per charger per month; and (iv) any electricity costs incurred by Blink ((i), (ii), (iii), and (iv) being referred to as
the “Service Fees”). In the event the aggregate gross revenues are insufficient to cover the Service Fees incurred
in a given month by the charging stations, such unpaid Service Fees will accrue to the following month. The agreement is subject
to an automatic five year renewal unless written notice for the contrary is provided.

Concurrent
with the closing of the Public Offering, the Company was to pay the former principals of 350 Green LLC $25,000 in installment
debt and $50,000 within 60 days thereafter in settlement of a $360,000 debt (inclusive of imputed interest) in accordance with
a Settlement Agreement between the parties dated August 21, 2015 resulting in a gain of $285,000. As of May 11, 2018, this payment
has not yet been made.

LITIGATION
UPDATES

On
July 28, 2015, a Notice of Arbitration was received stating ITT Cannon has a dispute with Blink Network for the manufacturing
and purchase of approximately 6,500 charging cables by Blink Network, which had not taken delivery or made payment on the contract
price of $737,425. ITT Cannon also seeks to be paid the cost of attorney’s fees as well as punitive damages. On June 13,
2017, as amended on November 27, 2017, Blink Network and ITT Cannon agreed to a settlement agreement under which the parties agreed
to the following: (a) the Blink Network purchase order dated May 7, 2014 for approximately 6,500 charging cables is terminated,
cancelled and voided; (b) three (3) business days following the closing date of a public offering of the Company’s securities
and listing of such securities on NASDAQ, the Company shall issue to ITT Cannon shares of the same class of the Company’s
securities with an aggregate value of $200,000 (which was accrued at September 30, 2017); and (c) within seven (7) calendar days
of the valid issuance of the shares in item (b) above, ITT Cannon shall ship and provide the remaining approximately 6,500 charging
cables to Blink Network and dismiss the arbitration without prejudice. On January 31, 2018, ITT Cannon, Blink Network and the
Company agreed that if the Company fails to consummate a registered public offering of its common stock, list such stock on NASDAQ
and issue to ITT Cannon shares of the same class of the Company’s securities by February 28, 2018, the settlement agreement
will expire. The Public Offering closed on February 16, 2018. The Company issued 47,059 shares on March 16, 2018. This was a partial
payment of the $200,000 in stock owed to ITT Cannon. On March 30, 2018 the Company has issued an additional 25,669 shares to satisfy
in full its obligations to ITT. As of May 11, 2018, ITT Cannon has shipped approximately 4,600-4,900 charging cables and has agreed
to ship the remaining balance shortly thereafter.

32

On
April 8, 2016, Douglas Stein filed a Petition for Fee Arbitration with the State Bar of Georgia against the Company for breach
of contract for failure to pay invoices in the amount of $178,893 for legal work provided. The invoices have been accrued for
in the periods in which the services were provided. The Company has responded to the claim and is simultaneously pursuing settlement
options. The parties failed to settle after numerous attempts. On February 15, 2017, the case was brought to the Georgia Arbitration
Committee. On February 26, 2017, The Stein Law firm was awarded a summary judgment for $178,893, which has been confirmed and
converted into a judgment by the Superior Court of Fulton County, Georgia on August 7, 2017 in the amount of $179,168, inclusive
of court costs, which continues to accrue both interest at the rate of 7.25% per annum on that amount calculated on a daily as
of February 28, 2014, and costs to-date of $40,000 which are hereby added to the foregoing judgment amount (all of which was accrued
at December 31, 2017). In connection with perfecting the Georgia judgment in the State of New York, Mr. Stein served an Information
Subpoena with Restraining Notice dated September 12, 2017 on the underwriter of the offering for which the Company filed a registration
statement on Form S-1 on November 7, 2016 (as amended) (the “Restraining Notice”). The Restraining Notice seeks to
force the underwriter to pay the judgment amount directly out of the proceeds of the offering. On January 8, 2018, the Company
and Mr. Stein had entered into a forbearance agreement, pursuant to which Mr. Stein has agreed to forbear from any efforts to
collect or enforce the judgment awarded to him as a result of a legally-entered award of arbitration. As a result, the Company
has agreed to: (i) wire transfer $30,000 to Mr. Stein within three days of the effective date of this agreement; (ii) beginning
on the first calendar day of each successive month following the effective date of this agreement, the Company has agreed to pay
Mr. Stein $5,000 per month until the full amount of the judgment awarded to Mr. Stein ($223,168) has been satisfied, however,
the full amount awarded to Mr. Stein must be paid in full no later than April 30, 2018; and (iii) provide Mr. Stein with certain
financial information of the Company. On February 16, 2018, the Company paid the full amount owed to Mr. Stein.

On
May 18, 2016, the Company was served with a complaint from Solomon Edwards Group, LLC for breach of written agreement and unjust
enrichment for failure to pay invoices in the amount of $172,645 for services provided, plus interest and costs. The invoices
have been accrued for in the periods in which the services were provided. The Company has responded to the claim and is simultaneously
pursuing settlement options. On May 9, 2017, the Company issued 7,281 shares of common stock to Solomon Edwards Group, LLC in
satisfaction of $121,800 of the Company’s liability. On November 28, 2017, the Company and Solomon Edwards Group LLC entered
into a Settlement Agreement and Release whereby the parties agreed that the Company will pay $63,445 to Solomon Edwards Group
LLC over the course of eleven (11) months in full and complete satisfaction of the previously filed complaint.

On
March 20, 2017, in connection with the Company’s Miami Beach, Florida lease, the Company’s landlord filed a complaint
for eviction with the Miami-Dade County Court against the Company as a result of the Company’s default under the lease for
failing to pay rent, operating expenses and sales taxes of approximately $175,000, which represents the Company’s obligations
under the lease through March 31, 2017, which was accrued for as of September 30, 2017. Concurrent with the closing of the Public
Offering, the Company was to pay $234,000 to the landlord pursuant to a Settlement Agreement and Release between the Company and
the counterparty, dated January 19, 2018. On February 16, 2018, the Company paid the full amount owed.

On
June 8, 2017, the Company entered into a settlement agreement with Wilson Sonsini Goodrich & Rosati to settle $475,394 in
payables owed for legal services as of June 30, 2017 requiring: (a) $25,000 to be paid in cash at the closing of the Public Offering;
and (b) $75,000 in the form of 17,647 shares of Common Stock issuable upon the closing of the Public Offering. On February
16, 2018, the Company paid the $25,000 in cash and on March 19, 2018, the Company issued the 17,647 shares of common stock.

On
July 21, 2017, as amended on February 26, 2018, the Company was served with a complaint from Zwick and Banyai PLLC and Jack Zwick
for a breach of a written agreement and unjust enrichment for failure to pay invoices in the aggregate of amount $53,069 for services
rendered, plus interest and costs, which has been accrued as of March 31, 2018.

On
May 30, 2013, JNS Power & Control Systems, Inc. (“JNS”) filed a complaint against 350 Green, LLC alleging claims
for breach of contract, specific performance and indemnity arising out of an Asset Purchase Agreement between JNS and 350 Green
entered on April 13, 2013, whereby JNS would purchase car chargers and related assets from 350 Green. On September 24, 2013, the
District Court entered summary judgment in favor of JNS on its claim for specific performance. On September 9, 2015, the United
States Court of Appeals for the Seventh Circuit of Chicago, Illinois affirmed the ruling of the District Court, which affirmed
the sale of certain assets by 350 Green to JNS and the assumption of certain 350 Green liabilities by JNS. On April 7, 2016, JNS
amended the complaint to add the Company, alleging an unspecified amount of lost revenues from the chargers, among other matters,
caused by the defendants. Plaintiff also seeks indemnity for its unspecified attorney’s fees and costs in connection with
enforcing the Asset Purchase Agreement in courts in New York and Chicago. As of December 31, 2017, the Company accrued a $750,000
liability in connection with its settlement offer to JNS. On February 2, 2018, the parties entered into an asset purchase agreement
whereby the parties agreed to settle the litigation. The Company purchased back the EV chargers it previously sold to JNS for:
(a) shares of Common Stock worth $600,000 with a price per share equal to $4.25 (the price per share of the Public Offering);
(b) $50,000 cash payment within ten days of the closing of the Public Offering; and (c) $100,000 cash payment within six months
following the closing of the Public Offering. The Public Offering closed on February 16, 2018. The Company issued 141,176 shares
on March 16, 2018. The Company made the $50,000 payment on March 16, 2018. JNS filed a motion to dismiss the lawsuit without prejudice
on March 23, 2018 and the judge granted the motion on March 26, 2018. JNS will file a motion to convert the dismissal without
prejudice to dismissal with prejudice within three business days of the $100,000 payment. On March 16, 2018, the Company issued
23,529 shares of Common Stock to JNS to be held in escrow as security for the $100,000 payment. At the time the $100,000 payment
is made by the Company, the 23,529 shares currently held in escrow will be cancelled.

33

ITEM
1A. RISK FACTORS.

There
have been no material changes to the risk factors discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K which was
filed with the SEC on April 17, 2018.

ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

There
have been no unregistered sales of equity securities that have not been previously disclosed in a Current Report on Form 8-K or
the Company’s Annual Report on Form 10-K filed with the SEC on April 17, 2018.